


Better Than Candy

by RiceKrispies34



Category: Stranger Things (TV 2016)
Genre: 69 (Sex Position), Anal Sex, Bisexuality, Blow Jobs, Come Eating, Come Swallowing, Consensual Underage Sex, Cunnilingus, Double Penetration, Explicit Sexual Content, F/M, Face-Fucking, First Kiss, First Time, Fivesome - F/M/M/M/M, Foursome - F/M/M/M, Gay Sex, I hate tagging, Loss of Virginity, M/M, Making Out, Mike Bashing Sorta, Multi, Multiple Orgasms, Multiple Sex Positions, Oral Sex, Orgy, Outdoor Sex, Plot What Plot/Porn Without Plot, Rimming, Rough Sex, Sex, Sexual Content, Smut, Underage Sex, Urination, Vaginal Sex, Watersports, everyone is bi
Language: English
Status: Completed
Published: 2021-01-27
Updated: 2021-01-27
Packaged: 2021-03-13 09:34:20
Rating: Explicit
Warnings: Underage
Chapters: 1
Words: 9,343
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/29026548
Author URL: https://archiveofourown.org/users/RiceKrispies34/pseuds/RiceKrispies34
Summary: Set during Halloween in Season 2. A horny Max has some fun planned for the boys. IDK I hate writing summaries. *READ TAGS*
Relationships: Dustin Henderson/Maxine "Max" Mayfield, Dustin Henderson/Maxine "Max" Mayfield/Lucas Sinclair, Lucas Sinclair/Mike Wheeler, Will Byers/Dustin Henderson, Will Byers/Dustin Henderson/Maxine "Max" Mayfield/Lucas Sinclair/Mike Wheeler, Will Byers/Maxine "Max" Mayfield, Will Byers/Maxine "Max" Mayfield/Mike Wheeler, Will Byers/Mike Wheeler
Comments: 10
Kudos: 15





	Better Than Candy

**Author's Note:**

> I started writing this almost a year ago and have been writing this in bits, sometimes months in between.  
> I was too lazy to proofread any of it either so apologies in advance if there are any mistakes or something that doesn't make sense.
> 
> This really took on a mind of its own as each time I wrote a part of it. I don't really know what this is lol.
> 
> Anyway here's around 9,000 words of smut I guess.

It was Halloween and Lucas, Mike, Will, and Dustin were in their Ghostbusters’ costumes, pillowcases full of candy as they walked down the block to the next house when someone jumped out at them with a Michael Myers costume that made the 4 boys jump and scream.

Max laughed hysterically at their reaction. After a brief exchange and the boys letting her tag along with them, Max led the boys down the street, giving them a nice view of her ass as they walked. The boys’ following her didn’t know where she was taking them, as they followed her off the road and into the forest. 

They were far enough into the woods that they felt a little uncomfortable being this far out of the way with someone they didn’t know too well. But thankfully there were some streetlights nearby so they could at least see.

“Well,” Max said, turning around to face the boys, who stared back at her with confused looks on their faces.

“Why are we here?” Mike asked as he threw his arms up in the air, angry that they had followed this girl they didn’t know. “It’s Halloween, we should be getting free candy right now.”

“Oh,” Max smiled, with a devilish gleam in her eyes, “this is better than candy trust me.”

The boys’ were confused as they watched Max zipped down the top of her costume to reveal a plain white tee shirt. They did not know if Max was warm or not. She took her arms out of the sleeve and tossed it to the side. The boys just looked at each other then back at Max.

The boys then watched in disbelief as Max pulled her white shirt over her head, throwing it to the ground. The boys’ eyes widened seeing Max in her white bra holding up her breasts that are not yet done growing. Then the bra came right off as well showing off her bare tits.

At that moment tents were forming in the boys’ Ghostbusters jumpsuits. They were all thinking almost the same thing that being this was a dream or that they are dead and this is heaven.

Max looked at the boys with a smile on her face and walked closer to them and grabbed hold of Will's wrist, placing his hand onto one of her breasts. Her hand was now holding his wrist and while holding it she leaned forward to Will's ear.

"How does that feel Zombie boy?" Max whispered before kissing him on his cheek.

Max's other hand was placed on Will's crotch and gave his balls a slight squeeze.

"Who wants to be next."

The other boys immediately raised their hands and Max smiled.

"Ok, then but you must do something for me first."

All four of the boys nodded as Max pulled away from Will. 

“What?” Lucas asked, eager to get a feel of Max’s young breasts.

“Strip for me,” The girl commanded as she squeezed her tits for the boys. 

The four boys hurriedly took their Ghostbusters’ costumes, throwing them to the ground and they left themselves in just their underwear.

Max smiled at the mostly naked boys as they were more hesitant to completely strip in front of others despite it meaning that they’d get to fool around with Max

“C’mon hurry up,” Max groaned as the boys didn’t move, “we don’t have all night.”

Much to everyone’s surprise including himself a little, Will was the one to pull down his underwear, they all watched in shock as his dick was exposed.

“Wow Byers,” Max exclaimed. “Not bad.”

Will blushed and looked down at his throbbing member then up to his friends who stood there still surprised at their friend’s confidence.

Mike was the next one to slip out of his boxers, everyone staring at him as his cock was released into the brisk Halloween night.

“Very good Mike,” Max gave him a nod of approval before looking at the two still covered boys.

It was a surprise to the others that Lucas and Dustin were the two yet to reveal themselves as they hadn’t been shy about having a crush on the redhead girl

“Are you two stalkers going to strip or am I going to have to pull them down for you?” Max looked at them annoyingly crossing her arms over her bare chest.

Lucas and Dustin hurriedly stepped out of their underwear and finally gave their crush a look at their dicks. 

“Now was that so hard?” Max smiled, looking at the four butt naked boys in front of her, their hard cocks pointing at her. “Very good, now suck each other.”

"Wait, what?" Dustin asked.

"I want to see you suck each other off."

"I’m not sure about this," Will said.

"Maybe this will change your mind." Max kicked off her shoes and removed the rest of her costume, exposing her white matching panties. Those also soon came off and for the first time, the boys were looking at a pussy in person rather than in some magazine that Dustin swiped at the gas station. All four boys' dicks twitched on the site of Max's pussy. She even spread her pussy to them.

"I let you even lick my pussy. Only if you suck each other. So I want Mike and Lucas to suck one another and that leaves Will and Dustin."

"So do we take turns or how will this go?" Mike asked as he just was looking at Max's pussy.

"Um do it on your sides so you both have a dick in your face and will get to sucking."

The boys nodded and went on the ground and for the first time the boys had a dick in their mouths. They did not know they were doing a good job or not. Max did not care how well the boys were sucking each other's dicks as she rubbed her pussy. This for sure was turning her on as she watched the boys continue to moan as they sucked away on their friend’s dick.

Will seemed to be the best as he was able to take almost all of Dustin’s cock past his lips while the other boys had only gotten half in their mouth. Lucas and Mike got super into it, enjoying the taste of the other’s dick a lot more than they thought they would as the two boys started to slowly fuck the other’s mouth.

“Oh yes good job boys,” Max moaned. She was rubbing her cunt, now leaned up against a tree as she watched the four boys suck one another. 

Dustin got a glimpse at what Mike and Lucas were doing, and the two began to face fuck, Will. The Byers boy moaned as Dustin wasn’t holding back, thrusting hard into his mouth. This was something he’d wanted to do with the party for so long and was enjoying himself a lot.

After a couple more minutes of face fucking, all four boys reached their climax and came into their friends’ mouths. At the same time, Max came as well squirting all over the ground as she watched the boy’s mouths fill cum. 

The boy’s pulled off the other’s cock spitting out their cum as they stood up, whipping the access cum from their lips. That is except for the smallest boy, Will. Who had eagerly swallowed all of Dustin’s load licking his lips as he got his first taste of cum that wasn’t his own.

Will smiled as three of his friends were in a daze not realizing Will swallowed. More so with Dustin, since he was the one shooting his load into Will's mouth. As for Max, she was impressed that Will swallowed. 

"Not going to lie that was hot. So you each get a turn to touch my pussy and breasts. Let’s start with you." Max said as she pointed to Dustin.

The thought of touching a naked girl made Dustin's dick hard again. His hands shook and it wasn't long until one hand was on her breasts while the other on her warm pussy. Dustin smiled as his dick soon was leaking pre-cum. While Dustin was touching Max she placed her hand onto Dustin’s dick and grabbed it causing him to moan.

His fellow friends watched on. Dustin did not hold onto Max's breasts and pussy for very long until she moved on to the next boy, which was Lucas. His dick also twitched when he placed his hands on Max's breasts and pussy. It wasn't long until he started to moan when Max slowly stroked his dick.

He too did not have long to touch Max's breasts and pussy. She wasted no time in having Mike be next. Just like the others, Mike's dick twitched when touching Max's breasts and pussy. Max just loved feeling the boys up as they touched her. After some time she went back to the first boy she let touch her breasts. This time however Will only was allowed to touch her pussy.

Max smiled at the boys behind Will and she wanted to see how much further she can get these boys to do anything she wants. She backed away and sat on a nice smooth rock and spread her legs. The boys just watched in awe.

"Now it's time for you to eat me out. Everyone will get a turn and once I squirt it’s the next person. As for the other three, I don't care what you do while you wait your turn. And since Will is closer he gets to go first."

Will had some idea on how to eat out Max as he did see a film that his brother was watching when he thought it was just him. Either way, Max was moaning as he ate her out. She held onto his mop-top of hair and pushed his head more into her pussy. Her eyes were closed as he continued to eat her out. As for the other three they just watched on wondering what they could do while they waited for their turn.

Lucas decided to take action and walked over to Max and Will. He was soon on his knees sucking on Max's breasts causing her to moan. All the while Dustin and Mike slowly jacked off as they watched on. Mike's eyes went from Max's naked body being pleasured by two of his friends to Will's naked body but mostly Mike’s eyes were looking at Will's huge dick.

When he looked back at Max he saw Dustin was sucking on her other breast. Her hands were now on the back of Dustin and Lucas’ heads all the while Will kept eating her out. She soon crossed her legs and pushed in to cause Will's face to get in closer. Mike kept slowly jacking off and he watched on and wondered if he could get a second blow job.

His curiosity was shortly answered when Max hollered from behind his friends “Are you fine with just being a spectator Wheeler? Or are you going to join in on the fun.”

Mike didn’t need to be asked twice as he walked over to the others, slowly rubbing his cock. 

Max welcomes him by grabbing ahold of his dick stroking it a few times before taking him inside her mouth.

Mike moaned as a girl sucked his cock for the first time. He was passive to start letting Max’s mouth do all the work as he watched his friends lick her tits and pussy. He soon diverted his attention back to the girl, grabbing the back of her head and started to take charge, fucking her mouth

The five of them stayed like that for a few more minutes till it was too much for Max. Lucas and Dustin sucking on her breasts, Mike’s cock being shoved down her throat, and Will’s skilled tongue between her legs.

“Mmmm fwuckk!” Her cry muffled by Wheeler’s dick as she squirted all over Will’s face, the smaller boy not stopping on her cunt till she loosened her legs and released him from her grasp.

The other three boys also stopped, Dustin quickly calling dibs on Max’s pussy, switching places with the Byers boy. Mike and Lucas also swapped so now Max had Lucas’s black cock in her mouth while Mike and Will sucked on her perky breasts with Dustin lapping at her cunt.

Max was glad that the nerdy boys were having fun with her body. Even though this was not her first time doing something sexual with another boy. It was the first time there were more than two boys that were pleasing her body. She continued to suck away on Lucas’ dick and jacked off the rest of his shaft that could not fit in her mouth. This made Lucas moan even more.

Her other hand was on the back of Dustin's head as he continued to eat her out. He wasn't the best like Byers but still felt great. Then something happened she did not expect. Dustin slid two fingers into her pussy. Max moaned, even more, making Lucas's blow job feel even better than it already did. After a few more laps Max ended up squirting yet again. Dustin smiled that he too made her squirt.

Lucas wasted no time and quickly pulled his dick out so he can now eat out Max. Dustin was disappointed as he wanted to keep ongoing. He got up and then saw Max's mouth was not being used so he quickly aimed his dick at her mouth where she gladly took it. Dustin began to moan. He just closed his eyes and let the second blow job of his life happen.

While Dustin and Lucas swapped places, Mike and Will continued to suck on the girl’s tits, squeezing the parts that weren’t in their mouths as they stroked their hard cocks. 

Max loved the four of them all over her body as she worked on the curly-haired boy’s dick, slobbering all over it and sucking on his balls. While between her legs Lucas was snacking on her wet cunt as she felt another orgasm fast approaching.

Dustin felt the same as he grabbed the back of the girl’s head and started to fuck her face hard, sending his cock as deep as he could down her throat. The red-haired girl placed her hands on Dustin’s ass, forcing him deeper, even getting his balls in her mouth. Max was able to keep him there for about ten seconds before she had to release and breathe, he pulled out of her mouth leaving a trail of spit connecting his cock to her lips.

While this was going on Lucas was still eating her out, he had started fucking her pussy with two of his fingers. His mouth was alternating from licking her lick to sending it inside her along with his digits.

Max couldn’t last any longer as she commanded Dustin to resume fucking her mouth. The girl also grabbed the backs of Will and Mike’s heads, pressing them harder against her tits as her legs wrapped around the boy between her legs. Her moans were silenced by the cock ramming in and out of her mouth as she came for the third time, this time her juices flowing into Lucas’s awaiting mouth.

At the same time as Max’s orgasm, Dustin also found himself climaxing and fired his load down her throat. She swallowed all of it and gave the boy and big smile once he’d removed his dick from her mouth.

After his friends’ orgasms had subsided Mike stopped sucking on Max’s tits and stood up, taking the place between the girl’s legs. While Wheeler got in position, Lucas moved and stood on the other side of Max, the one opposite to Dustin, He wanted his dick sucked and didn’t want to suck on the girl’s breasts anymore.

Will noticed that no one had filled in for Mike and looked up to see both Dustin and Lucas standing beside Max, their cocks being stroked. Wanting to join in on the fun, he also got up and got in between his two friends, at the top of Max’s head, and started to gently hit her forehead with his dick.

Mike then slipped his tongue along Max’s folds causing her to stroke Dustin and Lucas even faster as the small Byers boy slid the shaft of his larger member on her face.

Max couldn’t stop moaning as her pussy got eaten out for the fourth time in short order. She pressed the heads of Dustin’s and Lucas’s cocks into her mouth simultaneously, with Will’s still running along her face. It passed in the space between her eyebrows on the bridge of her nose.

With the fourth different mouth between her thighs, Max was already nearing another orgasm as she stuffed her mouth full of cock. Both Lucas and Dustin tried to demand the penis the most attention, each of them wanting to get their member deeper in her mouth than the other. 

It was amazing how much Max was able to manage to accommodate, almost getting half of the boy’s thick shafts past her lips before gagging. She removed their cocks, coated in her saliva, smiling up at them lustfully. “Are you guys going to cum soon?”

She was talking to the boys whose bodies were attached to the meat in her hands but it was Will who answered her, “Yuh.” 

Max wasn't ready for the surprise bath of cum she got from the Byers boy, exploding even more cum than he had earlier with Dustin. His white spunk shot all over the redhead’s face, mostly on her eyebrows and nose.

The sight of watching their friend fire his sperm all over their crushes' face tipped both Dustin and Lucas to do the same. In sync they both cocks blasted their hot cum, joining Will fresh on her face. Max stroked the two dicks as they fired, milking them dry as well as licking any cum that remained of their tips.

While Mike wasn't totally oblivious to what was going on up by Max’s face, he was much more preoccupied with her pussy. He was a little disappointed that he was the last one of her friends to get it, but he knew he shouldn’t complain.

With Max getting her face camouflaged with the semen of the other three boys, it brought her to her fourth climax caused by the boys’ tongues. Mike finally felt a girl orgasm in his mouth, his tongue eagerly lapping up all of her excess juices. 

Her face, unrecognizable beneath three doses of cum and four orgasms in short order. Max sat up slowly. She was a little tired, but by no means done for the night. They hadn't even fucked her yet.

Since the other three boys had just ejaculated, Mike was the only one ready. “Time to fuck me, Wheeler,” Max moved and got on her hands and knees, shaking her ass at Mike. He was there in an instant, squatting behind her, one of his hands on her butt and the other lining up his hard cock with her wet cunt.

The other three boys stared and watched, stroking their gradually stiffening dicks as they watched Mike lose his virginity. The nerves started to kick in, despite all that had already transpired that night, Mike suddenly became hesitant about sliding his hard penis in the girl.

“Come on Mike, we don’t have all night here,” Max looked over her shoulder at the boy. She leaned forward a little more so she was more in a child's pose with her butt in the air.

MIke didn’t want the girl to change her mind and have another boy take his place and pressed his cock into her entrance. “Fuck, that’s it, Mike!” She reached back with one hand, placing it on her ass cheek and spreading her ass for the boy.

All of the three spectators were now totally hard with their hands circling their members while Mike became the first of the party to fuck a girl. He squeezed the first half of his dick into her cramped pussy. 

“Shit Wheeler, your cock feels so good!” Max moaned, looking over her shoulder at Mike and the other three boys behind him. “How many times do I have to tell you? Are you three just going to stand there or are you going to help your friend here out?”

Before Max was finished talking, Dustin was already beside her, with Will and Lucas not far behind. They continued to stare at the girl being fucked, still unsure of what to do. “Are guys fucking serious?” Max laughed as Mike fucked her from behind. “I ask you to come over and you still don’t have a fucking clue what to do?”

The three boys glanced at one another, totally clueless. Max was fed up with their lack of initiative “Well, you can start by cleaning up the mess you left on my face.” 

Dustin was the most eager of the three, kneeling in front of Max so her face was right in front of his. She had her lips parted in a constant moan, Mike had his hands on the girl’s waist, trying to send his cock as deep as he could.

The curly-haired boy timidly, stuck out his tongue and licked her cum covered face. He had gotten a brief taste of Will’s seed from the earlier blow job that was forced upon them but this was his first true time getting a taste of cum. This time he didn’t feel like he had to pretend not to like the taste. Dustin was eagerly lapping up all of the white gooey sperm off Max’s smiling face. 

“That tickles,” Max giggled. “But save some for Lucas ok?”

Lucas with more excitement nudged Dustin out of the way and took his spot in front of his crush. Dustin had already cleaned up most of the cum, but her chin and left cheek were still smeared with semen.

After having his spot taken, Dustin was unsure of what to do, he joined Will again, both of the young teens stroking their very hard dicks.

“Mmmf,” Max moaned. Lucas had finished cleaning up her face but hadn’t stopped licking her smooth face. The taste of the girl’s skin was just so sweet and he couldn’t stop, soon engaged in a kiss with the girl.

“Will,” she gasped, separating from Lucas’ lips briefly. “You look bored, why don't you rim Lucas?”

Both Will and Dustin were surprised by her request, neither of them responded or moved. 

“It’s okay Will, I saw how much you loved blowing Dustin earlier, especially swallowing his cum.”

Dustin turned to look at the smaller boy. “You swallowed?”

Will’s face heated up and he looked down and his bare feet, just shrugging in reply.

“Come on don’t be shy,” Max’s lips were being attacked by Lucas, “I’m sure he wouldn't mind, he’ll enjoy it trust me.” Lucas had taken her face in her hands as he made out with her. “You’d like that wouldn’t you, Lucas?”

The dark-skinned boy hadn’t been paying the slightest attention to the exchange going on. “Uh. yeah of course.” He agreed, having no idea what he was agreeing to.

Will had always wanted to taste one of his friends' butts and here he was. Now, most of the time he had fantasized about it being with Mike but he wasn’t going to complain. Getting behind Lucas, he placed his hands on the boy’s butt cheeks.

Lucas paused and turned, looking at the Byers boy with his hands on his ass, “what are you doing Will?!”

Max laughed, “you agreed to this, just let it happen, You’ll like it, I’ll even suck your cock again.”

At the mention of another blow job, Lucas was kneeling a little higher and brought the tip of his cock to her lips. The boy’s adjusted posture gave Will better access to his asshole, spreading his cheeks as he licked around the boy’s puckered hole.

Max looked up at Lucas’ face, greedily watching his reaction. His head was lifted towards the night sky and he pushed his cock into her throat, once more, the girl’s mouth was stuffed with a dick.

Meanwhile, Mike hadn’t stopped fucking her pussy as hard as he could. His hands had roamed from her waist to rest on her ass giving them the occasional slap. With Lucas’s cock lodged in her throat and the constant thrusting from behind, it didn’t come as a surprise to Max when her sex clenched around Mike’s shaft, climaxing again.

Dustin stared at the fucking that was going on before him. He had been standing, watching the fucking while stroking his cock the whole time. He had been masturbating for so long that he could sense another orgasm approaching. His focus was surprisingly drawn to Will and the boy eating Lucas’ ass.

Will now had launched his tongue into the boy’s butt along with one of his fingers he had lubed up with his own spit. His dick was dripping with pre-cum as he fucked Sinclair’s ass. He badly wanted to stroke himself but his other hand was holding Lucas’ ass open.

With his butthole being stretched by Will, Lucas couldn’t help but thrust into Max’s mouth a bit. Max loved the boy fucking her mouth, his cock burying itself down her throat.

Dustin finally wasn’t going to watch any longer. After spending a long time staring at Will rim Lucas and he was unable to pull his eyes from their cute butts. He got down so his face was level with Will’s ass. Dustin had always had a suspicion that Will was into guys and this night supported that thought.

Out of the corner of his eye, Will was able to see what Dustin was up to. His dick almost erupted as the boy’s tongue made contact with his hole. Dustin was a little more aggressive with his tongue than Will was being, attacking his butt with his muscle. 

In turn, Will was motivated to go harder on Lucas, which led to him fucking Max’s mouth harder as well. His dick was so deep in her throat, her eyes were watering and her face was turning a deep shade of pink.

Over Max, Mike could see all of this unfolding as he felt his end nearing. He tried to get Max’s attention but couldn't find his words, not that it would’ve helped with Max’s face stuffed with Lucas’ cock. He knew he shouldn’t cum inside her but his dick stayed fucking her.

A few seconds later his balls unloaded, filling her vagina with his hot jizz. Stopping his thrusts, Mike laid his head down on the girl’s bareback, keeping his cock in her semen filled pussy. Despite the large load, he had just dumped in her, his cock stayed totally rigid.

The moment Mike’s cock fired into Max, the girl moaned on Lucas’s dick as the boy still fucked her mouth. She wasn’t surprised that he had cummed in her, and was not mad but thought that it might be fun to play it up.

“What the fuck, Mike?!” she aggressively pushed Lucas out of her and looked back at Mike. He had pulled his cock out from her and stared back at her, looking scared. “Did you just cum in me?!”

To Mike, it looked like Max was going to kill him. Everyone else had stopped as watched as Mike tripped over his words. “I uh um.”

Max was having trouble acting mad and turned to look away from Mike and at the other three boys. “Dustin, You’re going to have to clean up Wheeler’s mess.”

The boy stood up behind Will and was taking Mike’s place between Max’s thighs, eyeing her cum leaking pussy. Having already tasted cum on Max’s face he was less hesitant the second go-around. Quickly placing his hands on her buttcheeks for support, he immersed his face in her cunt, licking Mike’s cum out of it.

At the other end of Max, things had resumed as they had been, with Max still sucking on Lucas’ shaft and Will fucking his ass with two of his spit coated fingers now. The mix of Will’s digits and Max’s mouth was too much for Lucas to go much longer and unlike Mike, he was able to tell Max.

“Max,” he puffed, tapping her on the shoulder, “I’m gonna cum.” 

She acknowledged him but didn’t stop sucking his cock till it exploded and her mouth was filled with his warm seed. Max savored the taste of the boy’s cum, letting it fill her mouth, some of it unable to be contained and dripping out her lips.

Once Lucas’ cock had settled down he removed it from her mouth as Max swallowed all the remaining cum in her mouth. “See that Mike?” She looked over at the Wheeler boy standing on her right. “See how he told me?” She was still enjoying playing the pissed off girl.

Mike didn’t say anything, just rolling his eyes as he stroked his cock.

“Will,” Max looked past Lucas and to Byers who was still assaulting Lucas’s butt with his tongue. “Why don’t you move over to Mike.”

The Byers boy’s cock hardened even more at Max’s words. “Of course,” He removed his face from Lucas’ ass.

“Get on your knees, Wheeler,” Max commanded and Mike obeyed, kneeling on the earth, resting on his forearms. As soon as he was on the ground, Will was behind him, his face taking in the sight of his hole.

Will had spent more time staring at Mike’s ass than he was willing to admit throughout their friendship. He savored the moment, placing his palms on his cheeks before rimming the boy.

“Yeah, that’s it, Will.” Max watched. Both boys were facing away from her so she had a good view of their butts, even if Mike’s was a little obstructed by Will’s bowl cut.

While Will got his first taste of Mike’s ass, Max was ready to have another cock in her pussy. Dustin stopped licking her and Lucas was stroking himself back up to his full mast. “I think you’ve cleaned up Mike’s mess, Dustin,” Max smiled at him. “I need a dick inside it again.”

Following the girl’s instructions, Dustin laid down with his back on the ground as she climbed on top of him, grinding her pussy on the shaft of his cock. After lubing it up with her juice, Max took hold of Dustin’s member and slowly guided it into her pussy. Slowly she lowered herself down, taking him inch by inch inside her wet snatch.

Lucas watched as Dustin became the second member of the party to lose his virginity to Max. He beat his dick faster, eagerly wanting a turn on the girl. Max had placed her hands on Dustin’s shoulders and now had the entirety of his length inside her. “I have another hole you know,” Max looked over at Lucas and his hard penis. “You don’t have to just watch.”

He didn’t have to hear anymore and got behind Max kneeling between Dustin’s sprawled legs. Only going by what he had felt Will do to his ass, he buried his face in her cheeks licking all around her tight backdoor.

“Oh, that’s it, Stalker!” Max moaned as she felt his tongue penetrate her ass. With Lucas’ tongue exploring her butt she began to ride Dustin’s thick cock. Max gradually bounced up and down on him, watching his face below her. 

“Fuck it’s so tight,” Dustin moaned causing Max to smile once again. She couldn’t remember ever smiling this much.

Max’s movement’s generated some troubles for Lucas as he struggled to keep his tongue lodged in her ass, while she fucked Dustin. It took a minute or two but he was able to find a rhythm with the other two teens

Lucas slowly stretched Max’s hole with his tongue, steadily adding a finger to the mix. 

“Fuck Lucas, fuck your tongue feels fucking great in my ass!” Max’s moaned, caused both of the boys to work even harder on her, with Dustin grabbing her side as her tits bounced before his face.

The dark-skinned boy soon decided that it was time to move up from using his digit and tongue, removing them from her ass. Max looked back in confusion but that was quickly erased as Lucas lined his dick up with her backdoor.

Max was ready as Lucas slid his cock into her ass for the first time. It took a little bit for the three teens to grow accustomed to their new positions. But they soon found a rhythm, the two boys fucking away at both of Max’s holes.

“Fuck that’s it, boys!” Max moaned. “Fuck me hard!” She was loving being double stuffed by the two cocks, both of them filling her up. “Will,” she got the smallest boy’s attention. “I want you to fuck Mike now.”

“What?!” Both Mike and Will replied although the Wheeler boy’s voice was definitely the loudest of the two. 

“It’s part of your punishment. I might let you have a second chance with me.”

The idea of getting to fuck Max again was enough to get Mike to agree. Besides he always had a secret fantasy about being with Will, though he had always imagined him doing the fucking.

The same was to be said about Will. He had constantly jerked off and fingered his butt, wishing that Mike would fuck him. He helped Mike onto his hands and knees and was about to enter when Max stopped him.

“Turn him around,” she ordered. “I want to see his face while you fuck him.”

Soon her command had been executed and Mike was looking right at her, only a foot or so separating their faces.

As soon as Mike was in position Will wasted no time and inserted his cock into Mike’s butt. He was able to fit about a quarter of his length before he felt too much resistance, thanks to his earlier work.

“Fuck,” Mike gasped as Will stretched out his ass even farther, pushing in more of his dick.

“Yeah, that’s it.” Max liked the look on the Wheeler boy’s face as he got fucked for the first time.

Lucas was able to watch this unfold as he fucked his crush’s ass, while Dustin could only hear but he was much more occupied sucking on Max’s breasts.

The combination of the two cocks inside her, as well as the action in front of her, brought Max to another climax. She squirted all over Dustin’s member and stomach, but that didn’t stop her from rocking in time with the two boys as they continued their assault on her.

Will grabbed onto Mike’s shoulders and used them to help push Mike down on his cock, completely burying it in his ass. “Fuck Mike,” Will moaned. “You’re ass is so fucking tight.”

“Fuck me, Will,” Mike whimpered. Much to the delight of Max, who had just recovered from her orgasm.

“Good job Will,” Max encouraged. “Fuck him harder.”

Will granted her request and began to fuck Mike as hard as he possibly could. The boy’s anal walls pressing hard against his cock as Will rubbed against his prostate. He fucked Mike like he imagined Mike fucking him.

“Yes Will, yes Will. Fuck me.” Mike begged Will.

Max loved watching Mike beg for Will’s cock, but she thought he was enjoying him a bit too much. “Spank him.”

Will nodded and removed his left hand off of Mike's shoulder and brought it down on Mike’s ass cheek as hard as could.

“Fuck,” Mike grimaced at the pain but he still liked Will dominating him.

Will soon used his right hand to do the same, slapping and squeezing Mike’s butt with both hands till his ass was a deep shade of pink.

“That’s it, Will, make him feel it,” Max enthralled at her live show. While the boy under her and the boy behind her were both nearing their ends.

Lucas was loving Mike’s situation just as Max was and it was Mike’s red, sweating face, whimpering that Lucas orgasmed too, emptying the biggest load of his life inside of Max’s ass.

At the same time underneath the red-haired girl, Dustin was at his end. With one last gasp, he thrust up into Max’s pussy as his cock erupted filling the girl’s pussy with his seed, some of his cum, trickling down his shaft.

With the two boys finishing inside her, Max was eager to see the finale of her little show. She got Lucas to pull out of her ass and climbed off of Dustin, ordering the boys not to move as she knelt down beside Mike, cum dripping from both her holes. “Harder,” she told Will.

Will didn’t think he was capable of going any harder but he did his best, with his own end fast approaching.

Despite how helpless Mike looked, Max determined that he was enjoying this too much. She took her right hand and shoved four fingers as deep as she could down Mike’s throat.

Mike’s eyes were wide with shock as he gagged on Max’s digits, covering them in spit. That didn’t stop Max from fucking her mouth with her fingers.

“You deserve this Mike,” Max rammed her finger even farther down his throat.

Mike couldn’t respond. Her fingers were the final straw as he closed his eyes and succumbed. Surprising everyone his cock spasmed and emptied his balls all over the forest floor

In shock, Max removed her hand from his mouth, “ did you just cum Wheeler?” 

Even though his mouth was free, he was too tired to talk and just stared back at Max

While Max and Mike were having their little exchange, Will finally couldn’t hold out any longer and came the hardest he had ever cummed. “FUCK!” He yelled, shooting his cum into Mike’s ass.

No one moved or said anything for a good minute or two till finally, an exhausted Will pulled out of Mike, leaving his destroyed butthole gaping full of the Byers boy’s cum.

Mike collapsed to the ground and looked to be asleep, while Will was able to stand and made his way to the other three naked teens

Even with Lucas’s and Dustin’s massive orgasm just a short while ago, both boys had been unable to resist stroking their cocks, sitting down while watching Mike and Will cum.

Max sat down and rested her back on a tree as she Watched Will. He was tired but still quite horny. Will grabbed both Dustin’s and Lucas’s cocks from them.

With all that had already happened that Halloween night neither boy questioned Will’s actions as he stroked their dick with his hands.

Max was fatigued but the scene unfolding before her woke her up a bit. She brought her right hand down to her cum filled cunt and packed it even more with three of her fingers.

Will had Dustin’s cock in his left hand and since he had already gotten to suck his thick cock earlier, he decided to have a go with the Sinclair boy first. Still stroking Dustin’s he leaned forward and submerged half of Lucas’s cock with his throat. His hands around the base, taking care of the rest.

Lucas’s hands found their way to Will’s bowl-cut as he got a third different mouth on his cock. Will was much better than Mike had been and soon had his nose pressed against Lucas’ pubes

Staying down as long as he could. Will sped up his hand on Dustin’s member, trying to stay down as long as he possibly could. Finally, he came up, his lips as well as Lucas’ cock drenched with his spit.

“Impressive,” Lucas complimented his friend as Will resumed stroking his now much slicker cock.

“Thanks.”

“Hey guys,” Dustin chimed in. “Don’t forget about me.” He was eager to have Will’s lips around his dick once again.

“Of course,” Will smiled and moved his head over to Dustin, sticking out his tongue as he licked the tip of the curly-haired boy’s cock

Dustin groaned. Not too pleased with Will’s tease. But since he has already sucked Dustin’s cock, Will wanted to try a different approach the second time around.

Slowly Will worked his tongue around Dustin’s member, finally wrapping his lips around the shaft and taking half of the boy’s dick in his mouth. 

Lucas watched Will slowly work on Dustin. Will’s hand was still holding his dick but he had stopped stroking as he had diverted all his attention to Dustin. Lucas grabbed Will’s hand and started forcing it to stroke his cock.

Will realized Lucas’s yearning to have his mouth back on his dick. He accelerated on Dustin and threw his head down, lodging all of Dustin’s meat down his throat. Like with Lucas he stayed down as long as he could.

Leaving the second cock he’d covered with his saliva, Will returned to Lucas and didn’t waste any time. He bobbed his head on the cock getting a few minor thrusts from Lucas. Will didn’t stay as long as before, going right back to Dustin.

He repeated alternating blow jobs on his two friends, till he thought of something new he wanted to try. He was currently blowing Dustin and he requested Lucas to come closer. Getting Sinclair to kneel beside him so his cock was right next to Dustin’s.

The other two boys smiled at each other as they saw what Will had planned. But before Will could execute he felt something intrude his ass. With a hold of both cocks, he looked back to see Max behind him, her face buried in his butt.

Max’s tongue working around his backdoor with her hands placed on his buttcheeks. She had been unable to stay out of the fray any longer after watching the three boys have fun together.

Returning to Dustin and Lucas, Will took both their cocks and guided them to his mouth. He had to open his mouth as wide as he could as he tried to simultaneously take both of their sizable lengths.

Will managed to fit both Lucas’ and Dustin’s tips past his lips while resorting to stroking the exposed shafts. He fiddled his tongue around them as much as he was able, still trying to punch the cocks into his mouth.

They were both nearing their climax when the sky opened up and rain began to heavily fall. The water pouring down didn’t stop the foursome as they began to get soaked and the dry forest ground began to turn to mud.

Max was so caught up in Will’s ass that she didn’t even notice the rain falling. She loved playing with Will’s cute as and pushed her index finger inside the boy’s hole after sucking on it.

On the other end of the Byers boy, Dustin felt Will’s tongue swirl against his tip and it was enough to put him over the edge. As Dustin was about to unload in Will’s mouth Lucas gasped as he too couldn’t hold out any longer.

“Oh fuck Will,” they both moaned as they filled Will’s eagerly awaited mouth with their cum. Will could hardly control his excitement as he got a second mouth full of cum this time courtesy of two boys.

As the two slightly deflated cocks slipped out from his mouth, Will looked up at his two friends. He opened his mouth to show them the mess that they had left before swallowing all of it, making sure he reopened his mouth, now empty,

Watching Will swallow the mouthful of cum that they had left, was all that Lucas and Dustin needed to have their cocks rock hard once again. His face, with drops of rain running down his cheeks, he was too adorable.

Sensing that everyone else had stopped, Max pulled her finger out from Will’s ass. “Huh, it’s raining.” She remarked as she stood up behind Will.

“Yep,” Will joined the other three on their feet, his dick just as hard as Dustin and Lucas. With his ass now empty, he was craving something to fill it back up, something much larger than Max’s finger. “Hey, Lucas want to fuck me?”

With all that has already happened, Will’s request didn’t seem out of place. “Of course,” Lucas agreed.

Not caring about anything other than fucking Will. Lucas didn’t mind the wet ground as he lied down and allowed Will to climb on top of him. The rain was coming down harder now but they didn’t notice or care. They were already soaked and very horny.

Lucas helped guide Will down on his cock, Will moaning loudly as he finally got his first dick in his ass. It didn’t take very long at all for Will to be comfortable with Lucas’s dick all the way up his butt. Soon his was bouncing on his length, his own hard cock flopping in the rain.

It was the second different ass that Lucas was getting to fuck that night and as Much as he loved Max’s there was something special about the way his cock felt between Will’s anal walls.

With Lucas and Will occupied, Max and Dustin turned to each other. The Henderson boy got on his knees as Max leaned up against a tree. He began to clean her pussy which was still holding some of his cum he’d left there earlier.

Once he was no longer tasting his cum on his tongue, he got Max to turn around, allowing him access to get butt as he spread her cheeks and licked up Lucas’s cum. Dustin was loving all the cum he was tasting that night and was becoming quite the cum slut.

Even once there was no more cum for Dustin to eat, he kept rimming Max, wanting to get a chance to fuck it himself. He wanted to make sure she was totally ready first though. But Max quickly. “Fuck Dustin,” the girl moaned. “I need your cock inside my ass, now.”

She emphasized the last word, showing how desperate she was and Dustin filled her need, immediately stuffing the entirety of his cock in her butt.

“FUCK YES!” Max rocked back with Dustin’s thrusts, his cock just as good if not better than Lucas’ had been. Not that Lucas really cared at the moment, with his hands on Will’s waist, balls deep in the boy’s ass.

“Fuck Will,” he gasped, sliding her hands down to Will’s perfect butt, squeezing his cheeks. “Fuck your ass feels so good, I can’t last much longer.”

Will chuckled softly at the desperate nature of Lucas’ voice and the thought of bringing him to a second orgasm in short succession. “Cum for me Lucas,” Will begged. “Fill my ass with your cum, I need it, Lucas, please. Please Lucas, please, please, please…. OH FUCK!!!!”

Will’s pleading was the final straw for Lucas, his cock erupting within Will’s butt as his balls were emptied by the boy. “Fuck,” he grunted giving one last thrust into Will as before he was spent.

Will smiled as he climbed off of Lucas, finally his turn to have cum ooze from his ass. Sinclair stayed on the muddy ground, most of his body covered in mud. He looked over at Mike, who still hadn’t moved.

“Yes that’s it, Dustin,” Max moaned as Will and Lucas turned their focus to her and Dustin. “Spank me hard yes just like that, it feels so fucking good, I’M GONNA CUM!!!”

Max’s pussy clenched around the three fingers she had stuffed it with and squirted all over the bark of the tree. Dustin himself didn’t have much longer. He continued to spank Max’s red ass cheeks as Max continued to moan

“Fuck me, Dustin! Don’t fucking stop! I need you to shoot your cum deep in my ass! So fucking good!”

As hard as Dustin tried, Max’s latest words on top of her tight ass seemingly growing tighter around his cock, his orgasm was inevitable.

“Here it comes,” he moaned, spanking her one last time as he came. Will and Lucas watched as it looked as though Dustin’s whole body shook as he filled Max’s butt with his semen.

When his climax had finished, Dustin simply fell back onto the wet muddy ground, too exhausted to stand as he, like Lucas, was covered in mud.

Will was the only one left that still looked like he could do more as he stood around Mike, Lucas, and Dustin all lying in the mud. He stroked his cock looking at his friends, he was tired as well but he needed to cum.

Max seemed to see this as she left her tree and walked through the rain to where Will was standing. “Need some help with that she laughed.”

“If you're offering,” Will smiled and let Max take hold of his dick. She stroked it slowly looking into Will’s eyes before kissing the Byers boy on the lips.

Will was rather surprised by Max’s actions if anything could surprise him at this point after all that had transpired. He kissed her back, both of their lips wet from the rain and now one another’s saliva. 

“You know,” Max broke the kiss. “If I recall correctly, you’re the only one who hasn’t fucked me yet.”

“Fine, I’ll fuck you,” Will rolled his eyes and laughed.

Max lay down, with her back on the ground as Will climbed on top of her. He kissed her one more time before moving his mouth down to suck on her breasts.

“You’re being awfully romantic Will.” Max teased. “I just asked you to fuck me, not treat me like your girlfriend.”

“I know,” Will blushed. “I just thought I’d mix it up a bit.”

“I see, well as much as I appreciate the attention, what I really want is you to stuff my pussy with your cock.”

Will barely let Max finish talking as he pushed his cock inside her pussy. Her cunt wasn’t as tight as it had been earlier in the night so Will was able to slide in without too much trouble.

“How does fucking your first pussy feel?” Max asked once Will had started thrusting in and out of her sex.

“Good,” Will grunted and grabbed Max’s tits while he fucked her. “Almost as good as Mike’s ass felt.”

“Hey,” Max slapped Will’s cheek rather playfully. “Harder Will.”

Will knew better than not to listen to her and hastened his movement, ramming his dick balls deep into the girl.

“Fuck that’s it, Will. Fuck.” Max tilted her head up to the sky while bringing a hand down to play with her clit. “Squeeze my tits. Squeeze my tits hard while you fuck me.

Will was pretty spent after all that had gone down to that point but he managed to find a second gear. “Yeah, you love this cock in your pussy don’t you Max?”

“Uh-huh,” Max whimpered, very eager to see where Will was going with his dirty talk and how extreme.

“So much better than Lucas and Dustin and obviously Mike right?”

“YES! Fuck yes, Will! Your cock feels so unbelievably fucking good in my wet cunt. Better than Dustin, Mike and Lucas! So much fucking better!”

Both Dustin and Lucas could hear Max screaming, but neither of their tired brains were processing any of it. Lucas was the most aware of the two but he was lying with his eyes closed, slowly stroking his semi-hard cock. While Dustin was almost as out of it as Mike.

“Keep fucking me Will, don’t fucking stop!” Max and Will had locked eyes, Max rubbing her clit harder than she ever had before.

The rain was easing up but they all were already totally soaked and covered in mud that it didn’t really matter. “Fuck Will!” Max was pretty much just screaming at this point. “You're gonna make me cum, don’t stop. FUCK YES WILL!!!!! 

The Byers boy felt her cunt squeeze his cock as the redhead came on his cock. However, that didn’t stop Will from fucking her even harder. He let go of her breasts and instead wrapped his hands around her throat.

Max was surprised but didn’t tell Will to stop as the boy gently choked her. Will stared at her face that was now a shade of pink covered in a mix of sweat and rain.

“Fuck Will,” Max was moshing much quieter now. “Faster, faster oh fuck!” She looked up to the heavens as she had yet another orgasm. “You’re a fucking stud, Byers.” She complimented him.

And as if on cue after she said that Will felt a familiar feeling in his balls. “I don’t have much left,” he gasped, knowing that this was all he had left in the tank.

“Don’t hold out Will,” Max reached out and pulled Will down to her, their lips locked yet again. He gasped into her mouth, firing every last bit of cum he had left in him into her cunt. The thick cock pulsing in her pussy caused another climax for the girl, her third in short order.

“Well that was a fucking fun Halloween, don’t you think?” Max kissed Will’s cheek. The rain had stopped as Will pulled out of Max. It was somewhat of a struggle to stand for Will, though not nearly as hard as it was for Max. With Will having to support her so she wouldn’t fall down.

They were wet from rain, sweat, and cum. A lot of their skin coated with mud. Will got Lucas up to his feet and was able to stand.

Lucas was rousing Dustin when Will sensed that his bladder was full. “Shit,” he cursed. “Max I gotta take a piss, do you think you can stand alone for a bit.”

A mischievous smile appeared on Max’s face. “I can probably stand by myself but I want you to pee on Mike.”

“What?” 

“Give him the last of his punishment,” 

Will couldn’t help but like the idea and Max could see it. “You did totally overdue Mike’s punishment,” Will said as they walked over to the Wheeler boy.

“I know,” Max laughed. “But you can agree that it was super hot treating him like that.”

“Totally,” Will agreed.

“Well we reached the bathroom,” Max joked.

“Hey,” Dustin and Lucas rejoined them. “Is Mike even awake?”

“We’re working on it,” Max said and gave Will a nod. She let go of him and allowed Will to stand over Mike. The youngest Byers took hold of his soft cock and started to piss all over his best friend.

Both Lucas and Dustin suddenly became aware of their own full bladders and wanted to join in, the two of them standing on either side of Will as they too began to empty their bladders.

Max was the last one to get in on the action, squaring directly over Mike’s face and peeing all over it. Mike stirred and his eyes finally fluttered open to a view of Max’s pussy and the last of her piss splashing in his face.

“Ah, what the fuck guys.” Mike sat up slightly to see his piss covered body as well as his three best friends and Max standing over him. “Gross, what the fuck was that.”

“The last of your punishment,” Max smiled and offered a hand to help Mike. He took it. 

“Come on let’s go,” Will picked up his costume from the ground. It was soaking wet and rather hard to carry. “Our parents are already going to be mad at us for being out so late and the sooner we get home the better.

Everyone else grabbed their clothes and they began to walk back still naked and muddy.

“You were right,” Will grinned at Max. “That was better than candy.”

**Author's Note:**

> Thanks for reading. Let me know what you thought of this I guess.


End file.
